Serina Therapeutics, Inc.
For the period ended Dec 31, 2024. Filed Mar 24, 2025.
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FY2024 · Filed Mar 24, 2025
SER$1.430.0%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
The following exhibits are filed herewith or incorporated by reference:
| Incorporation By Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description of Document | Form | SEC FileNo. | Exhibit | Filing Date |
| 2.1#† | Asset Purchase Agreement, dated as of August 13, 2018, by and between Escape Therapeutics, Inc. and AgeX Therapeutics, Inc. | 10-12(b)A-2 | 001-38519 | 2.1 | 8/30/2018 |
| 2.2† | Agreement and Plan of Merger and Reorganization, dated August 29, 2023, by and among AgeX Therapeutics, Inc., Canaria Transaction Corporation and Serina Therapeutics, Inc. | 8-K | 001-38519 | 2.1 | 8/30/2023 |
| 3.1 | Amended and Restated Certificate of Incorporation of Serina Therapeutics, Inc. | 8-K | 001-38519 | 3.1 | 4/1/2024 |
| 3.2 | Amended and Restated Bylaws of Serina Therapeutics, Inc. | 8-K | 001-38519 | 3.2 | 4/1/2024 |
| 4.1 | Form of Warrant included in Warrant Agreement dated March 30, 2020. | 10-K | 001-38519 | 10.25 | 3/30/2020 |
| 4.2 | Form of Warrant included in Warrant Agreement dated February 14, 2022. | 8-K | 001-38519 | 4.1 | 2/15/2022 |
| 4.3 | Form of Post-Merger Warrant included in Warrant Agreement dated March 19, 2024. | 10-K | 001-38519 | 4.4 | 3/22/2024 |
| 4.4 | Form of Incentive Warrant included in Warrant Agreement dated March 19, 2024. | 10-K | 001-38519 | 4.5 | 3/22/2024 |
| 10.1# | Asset Contribution and Separation Agreement dated August 17, 2017, between Lineage Cell Therapeutics, Inc. and AgeX Therapeutics, Inc. | 10-Q | 001-12830 | 10.1 | 11/9/2017 |
| 10.2# | License Agreement, dated August 17, 2017, between Lineage Cell Therapeutics, Inc. and AgeX Therapeutics, Inc. | 10-Q | 001-12830 | 10.2 | 11/9/2017 |
| 10.3# | Sublicense Agreement, dated September 26, 2017, between Lineage Cell Technology, Inc. and AgeX Therapeutics, Inc. | 10-12(b) A-1 | 001-38519 | 10.7 | 7/19/2018 |
| 10.4# | License Agreement, dated August 17, 2017, by and between ES Cell International Ptd Ltd., Lineage Cell Therapeutics, Inc. and AgeX Therapeutics, Inc. | 10-12(b) A-1 | 001-38519 | 10.1 | 7/19/2018 |
| 10.5 | Tax Matters Agreement, dated August 17, 2017, between Lineage Cell Therapeutics, Inc. and AgeX Therapeutics, Inc. | 10-12(b) A-1 | 001-38519 | 10.2 | 7/19/2018 |
| 10.6 | Form of Registration Rights Agreement. | 10-12(b) A-1 | 001-38519 | 10.2 | 7/19/2018 |
| 10.7 | Registration Rights Agreement, dated August 13, 2019, between AgeX Therapeutics, Inc. and Juvenescence Limited. | 10-Q | 001-38519 | 10.3 | 8/14/2019 |
| 10.8 | Warrant Agreement, dated March 30, 2020, between AgeX Therapeutics, Inc. and Juvenescence Limited, including form of warrant. | 10-K | 001-38519 | 10.25 | 3/30/2020 |
| 10.9 | Amendment No. 1 to Registration Rights Agreement, dated March 30, 2020, between AgeX Therapeutics, Inc. and Juvenescence Limited. | 10-K | 001-38519 | 10.26 | 3/30/2020 |
| 10.10 | First Amendment to Warrant Agreement, dated July 21, 2020, between AgeX Therapeutics, Inc. and Juvenescence Limited | 10-Q | 001-38519 | 10.2 | 8/14/2020 |
| 10.11 | Amendment No. 2 to Registration Rights Agreement, dated February 10, 2021, between AgeX Therapeutics, Inc. and Juvenescence Limited. | 8-K | 001-38519 | 10.2 | 2/11/2021 |
| 10.12† | Secured Note dated February 14, 2022, executed by AgeX Therapeutics, Inc. and Juvenescence Limited. | 8-K | 001-38519 | 10.1 | 2/15/2022 |
| 10.13† | Security Agreement, dated February 14, 2022, between AgeX Therapeutics, Inc. and Juvenescence Limited. | 8-K | 001-38519 | 10.2 | 2/15/2022 |
| 10.14 | Warrant Agreement, dated February 14, 2022, between AgeX Therapeutics, Inc. and Juvenescence Limited. | 8-K | 001-38519 | 10.3 | 2/15/2022 |
| 10.15 | Amendment No. 3 to Registration Rights Agreement, dated February 14, 2022, between AgeX Therapeutics, Inc. and Juvenescence Limited. | 8-K | 001-38519 | 10.4 | 2/15/2022 |
| 10.16‡ | Amendment to AgeX Therapeutics, Inc. 2017 Equity Incentive Plan | 8-K | 001-38519 | 10.1 | 12/12/2022 |
| 10.17† | Amended and Restated Secured Convertible Promissory Note, dated February 9, 2023, executed by AgeX Therapeutics, Inc. and Juvenescence Limited | 8-K | 001-38519 | 10.1 | 2/10/2023 |
| 10.18 | Reaffirmation Agreement, dated February 9, 2023, between AgeX Therapeutics, Inc. and Juvenescence Limited | 8-K | 001-38519 | 10.2 | 2/10/2023 |
| 10.19† | Secured Convertible Promissory Note dated March 13, 2023, executed by AgeX Therapeutics, Inc. and Juvenescence Limited | 8-K | 001-38519 | 10.1 | 3/15/2023 |
| 10.20† | Amended and Restated Security Agreement, dated March 13, 2023, between AgeX Therapeutics, Inc. and Juvenescence Limited. | 8-K | 001-38519 | 10.2 | 3/15/2023 |
| 10.21 | Convertible Promissory Note, dated March 15, 2023, between AgeX Therapeutics, Inc. and Serina Therapeutics, Inc. | 8-K | 001-38519 | 10.4 | 3/15/2023 |
| 10.22† | Subordination Agreement, dated March 15, 2023, between AgeX Therapeutics, Inc., Serina Therapeutics, Inc. and the other investors signatory thereto | 8-K | 001-38519 | 10.5 | 3/15/2023 |
| 10.23 | Allonge and Second Amendment to Amended and Restated Convertible Promissory Note dated May 9, 2023, between AgeX Therapeutics, Inc. and Juvenescence Limited. | 10-Q | 001-38519 | 10.9 | 5/12/2023 |
| 10.24 | Third Amendment to Amended and Restated Secured Convertible Promissory Note, dated June 2, 2023, executed by AgeX Therapeutics, Inc. and Juvenescence Limited. | 8-K | 001-38519 | 10.1 | 6/8/2023 |
| 10.25 | Registration Rights Agreement, dated July 21, 2023, between AgeX Therapeutics, Inc. and Juvenescence Limited | 8-K | 001-38519 | 10.2 | 7/21/2023 |
| 10.26 | Fourth Amendment to Amended and Restated Secured Convertible Promissory Note, executed by AgeX Therapeutics, Inc. and Juvenescence Limited on July 31, 2023 | 8-K | 001-38519 | 10.1 | 8/4/2023 |
| 10.27 | Amendment to Secured Convertible Promissory Note, executed by AgeX Therapeutics, Inc. and Juvenescence Limited on July 31, 2023 | 8-K | 001-38519 | 10.2 | 8/4/2023 |
| 10.28 | Form of AgeX Therapeutics, Inc. Lock-Up Agreement | 8-K | 001-38519 | 10.3 | 8/30/2023 |
| 10.29 | Form of Serina Therapeutics, Inc. Lock-Up Agreement | 8-K | 001-38519 | 10.4 | 8/30/2023 |
| 10.30 | Letter Agreement, dated August 29, 2023, by and among AgeX Therapeutics, Inc., Serina Therapeutics, Inc. and Juvenescence Limited | 8-K | 001-38519 | 10.5 | 8/30/2023 |
| 10.31 | Allonge and Fifth Amendment to Amended and Restated Convertible Promissory Note, dated November 9, 2023, between AgeX Therapeutics, Inc. and Juvenescence Limited | 10-Q | 001-38519 | 10.13 | 11/14/2023 |
| 10.32† | Form of Pledge Agreement by AgeX Therapeutics, Inc. | 10-Q | 001-38519 | 10.14 | 11/14/2023 |
| 10.33 | Guaranty Agreement, dated November 9, 2023, between Reverse Bioengineering, Inc., ReCyte Therapeutics, Inc., UniverXome Bioengineering, Inc. and Juvenescence Limited | 10-Q | 001-38519 | 10.15 | 11/14/2023 |
| 10.34† | Joinder Agreement, dated November 9, 2023, between Reverse Bioengineering, Inc., ReCyte Therapeutics, Inc., UniverXome Bioengineering, Inc., AgeX Therapeutics, Inc. and Juvenescence Limited | 10-Q | 001-38519 | 10.16 | 11/14/2023 |
| 10.35 | Sixth Amendment to Amended and Restated Convertible Promissory Note, dated February 9, 2024, between AgeX Therapeutics, Inc. and Juvenescence Limited | 8-K | 001-38519 | 10.1 | 2/14/2024 |
| 10.36 | Warrant Agreement, dated March 19, 2024 between AgeX Therapeutics, Inc. and Equinity Trust Company, LLC | 10-K | 001-38519 | 10.49 | 3/22/2024 |
| 10.37 | Seventh Amendment to Amended and Restated Convertible Promissory Note, dated March 26, 2024, between AgeX Therapeutics, Inc., the Guarantors party thereto and Juvenescence Limited | 8-K | 001-38519 | 10.1 | 4/1/2024 |
| 10.38 | Eighth Amendment to Amended and Restated Convertible Promissory Note dated May 8, 2024, between UniverXome Bioengineering, Inc. and Juvenescence Limited | 10-Q | 001-38519 | 10.6 | 5/14/2024 |
| 10.39†# | Agreement with respect to Convertible Notes dated March 26, 2024, among AgeX Therapeutics, Inc., UniverXome Bioengineering, Inc., the Subsidiary Obligors and Juvenescence Limited | 8-K | 001-38519 | 10.2 | 4/1/2024 |
| 10.40† | Asset Contribution Agreement dated March 26, 2024 between AgeX Therapeutics, Inc. and UniverXome Bioengineering, Inc. | 8-K | 001-38519 | 10.3 | 4/1/2024 |
| 10.41* | Agreement, dated November 26, 2024, between Serina Therapeutics, Inc. and Juvenescence Limited. | ||||
| 10.42 | Stock Purchase Agreement dated December 23, 2024, between Serina Therapeutics, Inc. and Juvenescence Limited. | 8-K | 001-38519 | 10.1 | 12/26/2024 |
| 10.43‡ | Form of Indemnification Agreement for Officers and Directors | 8-K | 001-38519 | 10.4 | 4/1/2024 |
| 10.44‡ | Director Compensation Policy | 8-K | 001-38519 | 10.5 | 4/1/2024 |
| 10.45‡ | AgeX Therapeutics, Inc. 2017 Equity Incentive Plan. | S-8 | 333-229432 | 99.1 | 1/30/2019 |
| 10.46‡ | Form of AgeX Therapeutics, Inc. Employee Stock Option Agreement. | S-8 | 333-229432 | 99.2 | 1/30/2019 |
| 10.47‡ | Form of AgeX Therapeutics, Inc. Non-Employee Director Stock Option Agreement. | S-8 | 333-229432 | 99.3 | 1/30/2019 |
| 10.48‡ | Form of AgeX Therapeutics, Inc. Restricted Stock Agreement. | S-8 | 333-229432 | 99.4 | 1/30/2019 |
| 10.49‡ | Form of AgeX Therapeutics, Inc. Restricted Stock Unit Agreement. | S-8 | 333-229432 | 99.5 | 1/30/2019 |
| 10.50‡ | Amendment to AgeX Therapeutics, Inc. 2017 Equity Incentive Plan. | S-8 | 333-261997 | 99.1 | 1/4/2022 |
| 10.51‡ | Serina Therapeutics Inc. 2024 Equity Incentive Plan. | 8-K | 001-38519 | 10.7 | 4/1/2024 |
| 10.52‡ | Form of Stock Option Agreement | 8-K | 001-38519 | 10.8 | 4/1/2024 |
| 10.53‡ | Executive Chairman Agreement | 8-K | 001-38519 | 10.1 | 4/17/2024 |
| 10.54‡ | Employment Agreement, effective as of September 9, 2024, among Serina Therapeutics, Inc., Serina Therapeutics (AL), Inc. and Steve Ledger. | 8-K | 001-38519 | 10.1 | 9/12/2024 |
| 10.55‡ | Employment Agreement, dated as of July 15, 2024, by and between Serina Therapeutics, Inc. and Srini Tenjarla | 10-Q | 001-38519 | 10.2 | 11/12/2024 |
| 10.56‡ | Confidential Consulting Agreement, dated as of May 31, 2024, by and between Serina Therapeutics, Inc. and FLG Partners, LLC | 10-Q | 001-38519 | 10.3 | 11/12/2024 |
| 16.1 | Letter of WithumSmith+Brown, PC to the Securities and Exchange Commission, dated May 3, 2024 | 8-K | 001-38519 | 16.1 | 5/3/2024 |
| 19.1* | Serina Therapeutics, Inc. Insider Trading Policy | ||||
| 21.1* | List of Subsidiaries | ||||
| 23.1* | Consent of Frazier & Deeter, LLC | ||||
| 31.1* | Rule 13a-14(a)/15d-14(a) Certification of the Chief Executive Officer | ||||
| 31.2* | Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer | ||||
| 32** | Section 1350 Certification | ||||
| 97.1* | Serina Therapeutics, Inc. Clawback Policy | ||||
| 101.INS* | Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) | ||||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema | ||||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase | ||||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase | ||||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase | ||||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase | ||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
*Filed herewith.
**Furnished herewith.
#Confidential treatment has been granted with respect to portions of this exhibit (indicated by asterisks) and those portions have been separately filed by Lineage Cell Therapeutics, Inc. with the Securities and Exchange Commission.
†Certain schedules and exhibits to this agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the Securities and Exchange Commission on request.
‡Management contract or compensatory plan.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.